Benvalor

AI will fundamentally change the legal profession! How do we prepare for this at Benvalor? One of the ways in which we keep our profession future-proof is our participation in the Digitalisation and AI Project Group of the Nederlandse orde van advocaten (Nova). On behalf of Benvalor, Jeroen Rijssenbeek is part of this project group. “Together with nine other professionals, I work on advice and initiatives that support lawyers in the responsible and effective use of new technologies, with attention to ethical, legal and practical aspects,” Jeroen explains. “For example, we advise on ways to properly inform the bar about digitalisation and AI. In addition, we consider possible adjustments to legislation and regulations, such as the implementation of the European AI Act in the Netherlands. We work closely with European partners in this, including through participation in the IT Law Committee of the Council of Bars and Law Societies of Europe. We also advise on a possible expansion of the legal areas register to include the legal area of AI.” The work of the project group is of great value to the legal profession and all legal stakeholders. But there is more. "My involvement keeps me up to date with the latest developments in the field of artificial intelligence and digitalization in the legal sector, including relevant laws and regulations. This enables me to better advise clients on the opportunities and risks that technology brings with it. We work a lot with startups and these themes are incredibly relevant, especially for this target group." What would be your legal questions about digitalisation and AI? 

💡At Benvalor we like to share our knowledge of and experience with venture capital. One way to do this is by contributing to the Essentials Venture Capital training of the NVP. Last Monday a fresh group of investment managers, analysts and (starting) fund managers were present in Utrecht for an intensive training day.  During the Venture Capital Essentials training the participants went through the entire VC investment process. In twelve modules and together with experts from national and international VC funds and advisory firms, they delved deeper into the topics that are discussed during the investment process, like structuring of funds & fundraising, deal flow, portfolio management, due diligence and ESG. The contribution of Benvalor’s Jos Meyer and Maurits Bos consisted of a module about term sheets & deal structuring. Marina Reemer, Program Manager at the NVP: “It’s always a pleasure to have Benvalor as one of our learning facilitators. Because that’s what they do: they facilitate learning, by making their module very interactive and use working methods that make participants actively think. Jos and Maurits shared their own working experiences and real life cases and those are exactly the ingredients our participants - mostly new in VC - like.” Jos and Maurits sent the participants home with (at least) 3 useful takeaways: ✅ Tax considerations are key when setting up an employee participation scheme in the Netherlands and at the moment the Dutch tax treatment is in general unfortunately still quite dire; ✅ When negotiating liquidation preferences and other investor friendly terms, the impact on future rounds should always be taken into account (with the risk of aggressive preferential rights being stacked on top of each other, lowering the upside for early stage investors and founders and hence disincentivizing the founder team); ✅ Convertibles may be a swift and economical way to structure (early stage) deals, but from an economic perspective may not be the best approach for investors and when multiple rounds of CLA’s are entered into can become a nightmare when converting from a cap table structuring perspective if the (conversion) terms are not properly aligned.  Want to upgrade your knowledge of venture capital? 👉🏼 Take a look at the upcoming training and courses in the agenda of the NVP Academy or reach out to us for a tailor made in-house training: https://lnkd.in/eKMeQnAV

🚨 New Podcast Alert! We are proud to share that our partner, Huan Tan, recently moderated the latest episode in the IBA Insolvency Section’s podcast series. The episode explores the 27 June 2024 US Supreme Court decision in In re Purdue Pharma LP—a landmark case with significant implications for insolvency law, corporate accountability, and public health. Special thanks to Brett Axelrod of Fox Rothschild and Brittany Michael of Pachulski Stang Ziehl & Jones for their invaluable contributions to this engaging discussion. We also extend our gratitude to Shirley Cho for her excellent organization and coordination of this episode. The podcast is available now on Spotify and the IBA website. A must-listen for anyone in the insolvency and restructuring field! #InsolvencyLaw #IBAPodcast #PurduePharma #IBAInsolvency #Benvalor

💡 How do you translate entrepreneurial wishes into legal terms? 🤔 For Daan Verheul (23), that is the question he hopes to be able to answer flawlessly after his internship at Benvalor. Daan is studying for a Master's degree in Corporate Law in Nijmegen and has been living in Utrecht for a few months. After an internship at a firm at the Amsterdam Zuidas, he is now supporting the Benvalor team for six weeks. “This firm is a lot smaller and the atmosphere is therefore more informal. The nature of the cases we handle here - mostly in the world of startups and VCs - is unique. Guiding VCs and startups was the driving force for me to start working here. Fast and short trajectories in which you try to cover risks, develop scenarios and work towards a goal together with your client. Startups generally need money quickly and it is nice to deal with this in a way that all interests are represented. I am therefore currently watching along in a number of interesting deals.” Daan was in luck: in the second week of his internship, it was time for a nice team event at Benvalor and Daan found himself together with colleagues on the bouldering course. “It was a special experience with days of muscle pain as the most important take away. And there are more great things in the pipeline: next week I will attend a training and an interesting appointment and on Friday we will have dinner with the office. Looking forward to the coming weeks!”

Hey 👋 tech founder, how about you and the Wet Vifo? Red tape. It’s definitely not your favorite topic when you’re a startup trying to conquer the market. But tech startups working on the technologies of tomorrow can no longer ignore the new kid 👨⚖️ on the law block: the Dutch national security screening regime (Wet veiligheidstoets investeringen, fusies en overnames or Wet Vifo). This law has been in place since June 2023 and is a government screening for investments, mergers and acquisitions that could pose a risk to the national security of the Netherlands. Various types of organizations fall under the law, including providers of what is referred to in the law as 'sensitive technology'. Which companies are exactly meant, is laid down in long lists at Dutch and European level. You should think of companies in the field of dual-use goods, military goods and technologies such as photonics, quantum, semiconductors and high assurance products. What about YOUR great and growing tech startup/scaleup? 👉 Be prepared and check beforehand if your company falls within the scope of the Wet Vifo. It helps if you and your new investors know upfront that you must go through the screening process. You can manage expectations and your cash runway because the total screening process easily takes a few weeks and could last even a few months. Bye bye fast closing…. 👉 If you fall under the Wet Vifo, be cautious when to file. If you wait until the contracts and notarial deeds are ready to be signed, then you are too late and risk hefty fines and other sanctions. The trigger is when the intentions to invest or take over are sufficiently clear. A good rule of thumb is when you have received a final term sheet. A check on the Wet Vifo is standard with the Benvalor guidance of mergers, acquisitions and investments. If a filling needs to be made, we will fill in the required form together with you and help you with the rest of the screening thereafter. Our guidance from start to finish will save you a lot of hassle on the way to that greatly desired ‘go’! #WetVifo #TechStartups #NationalSecurity #Investeringen #MergersAndAcquisitions #SensitiveTechnology

NLC Health Ventures is a venture building studio, helping health innovation startups towards a successful market launch. The 80+ team of healthcare, finance and business professionals find, build, and scale transformative health innovations. NLC Health Ventures is in close contact with companies and universities and therefore knows exactly which health technologies are on the way. With various investment funds and support leveraged through its own ecosystem of professionals and ventures, NLC Health Ventures has already helped more than 100 ventures into the world. The team has been doing this for about ten years, but the venture builder has grown rapidly in the past four years in particular. Earlier this year, health insurer Coöperatie VGZ invested a generous 6 million euros in NLC’s newest and largest SDFR9 compliant captive fund NLC Health Impact Fund. Benvalor has been a NLC Health Ventures' legal partner since the end of 2020. This law firm supports the ventures of NLC with various legal activities, such as investment transactions, setting up employee incentive plans, drafting and reviewing contracts (such as collaboration agreements) to name but a few. Sandra Lammerding, Head of Legal at NLC Health Ventures adds: “Our own legal team takes care of providing legal  services to NLC itself, and creating a legal ‘ecosystem’ for our ventures. Benvalor is one of our preferred suppliers in the Netherlands as it comes to legal support for our ventures. A logical choice from a governance point of view. And what’s as least as important: thanks to the partnership with Benvalor we are able to service more of our ventures in the Netherlands. Maarten van der Voort and his team know the start-up and scale up environment and our business model and have great affinity with health tech which really helps our ventures in providing quick, pragmatic and cost-efficient legal support. Furthermore, Maarten has made a great service menu from which our ventures can pick the things they need.” Maarten: “Our partnership with NLC Health Ventures and their ventures has been a rewarding journey. It is truly a collaboration with their legal team where we have navigated numerous legal challenges together, always striving to support their growth and success. The enduring partnership has led to strong professional relationships and a profound understanding of their needs, enabling us to provide them with the effective and pragmatic legal solutions they seek.” 

Very proud of Sjoerd Mols six years involvement in Brabantse Ontwikkelings Maatschappij (BOM), the most active startup investor in the Netherlands!  

🔋 The next generation of solar panels, batteries and packaging. 🔋 Cheaper, lighter and more efficient flexible solar cells. 🔋 Double the charging speeds. In a nutshell this is what Kalpana Systems is aiming for. With the recently secured €3.5 million investment from investors Fairtree Elevant Ventures, SIG Innoventures (SIG Group) and the Energy Transition Fund Rotterdam,(InnovationQuarter) this Delft-based machinery manufacturer is able to bring its revolutionary spatial Atomic Layer Deposition (sALD) technology to the market. This technique is essential for applying ultra-thin layers crucial for applications, such as next-generation solar panels, batteries and packaging. The machine developed by Kalpana Systems unlocks transformative advancements, with faster production speeds, reduced cost, and efficient use of valuable raw materials needed in the energy transition. Legal support during the closing of the funding deal came from Benvalor. Chief Commercial Officer Sander ten Kate: “Jos Meyer supported us with this typical Benvalor approach: very professional and pleasantly pragmatic at the same time. They added an important value to an exciting period for our company. Jos and his colleagues have this entrepreneurial way of thinking that suits us.” 

“I am not afraid of legal language, but I don’t want the small print to catch us off guard later!” Eva van der Brugge, PhD is the co-founder of Pandria, an AI solution for People and Culture professionals who want a continuous feedback culture, without the added work and awkwardness for teams. Pandria’s conversational AI coach lives in Slack or MS Teams, and proactively asks the right person for feedback, at the right time. It then coaches to give feedback constructively, and to have great growth conversations. Pandria saves managers hours of work at formal review time by automating the performance management write-up. “I founded Pandria at the end of 2023. By early 2024 my co-founder and I wanted to bring a founding engineer to the cap table; which was complicated by the fact that he has a different nationality and tax environment. Robert van der Linden of Benvalor ensured that the process of getting the founding engineer on board was smooth and transparent.” Facing a first fundraising round, Eva and her co-founder are again supported by Benvalor. “Knowing that there is a lawyer on our side who helps to simplify complicated matters, who is involved and flexible, gives peace. That gives the headspace to focus on the growth of Pandria.” Omar Khafagi Antonio Lourenco

“Closing deals is a people business. Despite the piles of paperwork involved, it goes way beyond documentation.” Please meet Jeroen Kelder, Managing Partner at Infinity Recycling, an impact investment fund dedicated to the creation of a circular economy for plastics. The fund invests in advanced recycling technologies that convert end-of-life plastic waste into virgin grade commodities. Benvalor has been supporting Jeroen and his team in closing transactions since the start of the fund. “For example, they take care of our legal documents and support the negotiations between us as an investor and the company we want to invest in. Yes, they are good at paperwork. But Benvalor means much more to us than that!” “Benvalor uses a customized approach and always comes up with new ideas and great suggestions. Sjoerd Mol and his colleagues are completely at home in the world of startups, VCs, deal structuring and investing. They know the market inside and out. Such a proactive and holistic office that knows the dynamics of the market is quite unique. Large law firms are often dogmatically stuck in documentation while doing deals is pure people business. It goes way beyond documentation. Moreover, we are also on the same page in terms of content. We drive transformation in a disruptive way and that is also in the genes of Benvalor.”